Coinbase Announces Pricing of Upsized Offering of $1.1 Billion of 0.25% Convertible Senior Notes Due 2030

On or after October 1, 2029 until the close of business on the second scheduled trading day preceding the maturity date, the notes will be convertible at the option of the noteholders at any time regardless of these conditions. The capped call transactions cover, subject to customary adjustments, the number of shares of Coinbases Class A common stock that will initially underlie the notes. The capped call transactions are expected generally to reduce the potential dilution to Coinbases Class A common stock upon any conversion of the notes and/or offset any potential cash payments Coinbase is required to make in excess of the principal amount of converted notes, as the case may be, with such reduction and/or offset subject to a cap. This activity could increase (or reduce the size of any decrease in) the market price of Coinbases Class A common stock or the notes at that time. Were updating the century-old financial system by providing a trusted platform that makes it easy for people and institutions to engage with crypto assets, including trading, staking, safekeeping, spending, and fast, free global transfers.